The Private Capital Wealth Equation, Part 2: The Economics Variable
What makes financial capitalism so compelling is the idea that modern fund managers fully participate to the upside of their investment decisions with little exposure to the downside. This “Heads I Win, Tails You Lose” model helps maximize the economics of the trade. Certainly, private capital firms accumulate wealth regardless of the underlying portfolio’s risk–return trade-off. To recap, the performance of alternative asset managers is encapsulated in the following formula: Wealth = Controls + Economics We explored the techniques managers use to control investment outcomes in Part 1. Here, we outline the second component of the wealth equation: economics. Offloading Investment Risk How to diversify risk away is a vital piece of the economics puzzle for alternative managers. One way to accomplish this works like a game of roulette: The more numbers you bet on, the better your chances of winning. To improve their odds of making money, fund managers often invest in many corporations or start-ups that compete in the same sector. But the genius of alternative investments is that fund managers’ share of losses is restricted to only the portion of their annual bonuses — derived from annual management fees charged on their clients’ capital commitments — that they co-invest alongside their clients. This token participation gives the appearance of skin in the game and aligned interests, but the managers’ odds are much better than those of their LP investors: It works as a sort of call option that fund managers can exercise if the value of the portfolio asset rises or let expire if the value falls. The symbolic co-investment acts as an option premium. Another way private equity (PE) firms can tilt the balance in their favor is to finance buyouts with leverage. Higher leverage has the mechanical effect of lifting the internal rate of return (IRR), providing a shortcut to beat the hurdle rate. Of course, excess leverage amplifies the financial stress on the borrower and increases the likelihood of default. This, in turn, can lead creditors to seek control of the portfolio asset and provoke heavy capital losses for the fund managers’ clients. But as agents, the fund managers themselves simply lose out on future fee income. Management, Not Ownership Capitalism has moved away from its classical definition. It no longer depends on ownership rights and private property but on management rights and controls. We own our pension plans and other financial assets. But in Marxian terms, we are nonetheless “alienated” from them when we outsource their administration. Asset custody is indeed more relevant than ownership. The transfer of property rights doesn’t affect the fund managers’ ability to levy fees on capital commitments. These financial intermediaries have the “right to use” rather than the “right to own” their clients’ assets. The ingenuity of the custodial investment model is that, unlike banks and other traditional financial institutions, alternative managers do not pay for the privilege of administering other people’s money. Instead, they earn an abundance of fees, often irrespective of performance. The main consideration of the economics variable is, therefore, rent extraction engineered through quasi-unqualified, long-term contractual access to assets without being charged by the captive, fee-paying asset owners. Customary money management techniques, in contrast, rely on dividends and capital gains derived from equity instruments, or interest payments and coupons received from loans and bonds. Multi-Layered Charges The alternative fund manager’s fee-based model takes three tacks: First, annual management commissions (AMCs) can range from 1% to 2% of assets under management (AUMs) in PE and private debt (PD), and exceed 2.5% in smaller funds, particularly in venture capital (VC). What is most striking is how large management firms can keep drawing out AMCs in excess of 1%. Apollo Global Management, for instance, reaped “1.5% per annum of [its] Fund VIII Capital Commitments up to $7 billion, and . . . 1.0% per annum in excess of $7 billion,” according to the limited partnership agreement. Yet mega buyouts do not require proportionally higher involvement than mid-sized ones. At any rate, operational work is charged out separately in the form of advisory fees. But management commissions explain only part of the alternatives model’s profitability story. (Although some managers rely on them more than others. For example, over 80% of Bridgepoint’s operating income from 2018 to 2020 was from AMCs.) To complement their revenue stream, fund managers solicit performance fees — also called carried interest, or carry — which grant them the right to capital gains above a certain rate of return guaranteed to investors. This share of the upside varies widely: In PD, it is typically set at 10%; in PE, it is closer to 20%; for the most prestigious VC fund managers, it can exceed 30%. Importantly, the carry agreement never requires fund managers to share in the fund providers’ capital losses. This is a cornerstone of the private capital wealth equation. Besides, the guaranteed or preferred rate of return — the hurdle rate — is usually set at 8%, but managers with market power can negotiate much lower hurdle rates or forgo them altogether. KKR, for instance, raised two European PE funds in 2005 and 2008 without offering clients a hurdle rate, though it reversed course for its third European vintage in 2014. Finally, exceeding the hurdle rate is challenging. This makes carried interest neither dependable nor sufficient as a revenue source. For example, carry contributed only 5% to Bridgepoint’s operating income in the three years from 2018 to 2020. For that reason, ancillary charges can help top up earnings. Some of these are advisory in nature, such as monitoring, consulting, or director fees. Others have more prosaic labels, including completion, syndication, arrangement, or break-up fees. Many fund managers eventually return part or all of these advisory fees to their LPs. This fee-centric money machine relies on inertia: Because of a severe lack of liquidity, private capital firms will often hold onto assets through market downturns without facing the risk of redemption that afflicts hedge funds and open-ended mutual funds. Loose mark-to-market rules can
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